Beauty and the Beast's Grandson
by MWolfL
Summary: Once-ler is cursed into a beast, causing his wife to run away from fright. The only way to break the curse is for a family member to love him for who he is. Years later, his grandson faces a romantic problem... TedXAudrey and Once-lerXNorma
1. Prologue

Long ago, in a distant valley, there was a young inventor named Once-ler. He invented this knitted device called a thneed, a durable and versatile item that could become almost anything you wanted it to be. He harvested tufts from these special trees called Truffulas, not wanting to hurt his best friend Lorax by cutting them down instead. Along with Lorax Once-ler also had friends in the animals: the Barb-a-loots, the Swomee-Swans, and the Humming Fish. And he also had a very special friend in this young woman. She was so special that eventually the two fell in love and married.

But it didn't remain a paradise for long, for Once-ler's mother Isabella was a greedy and selfish woman who just wanted wealth and power. Being too lazy to earn her own wealth, she decided to take advantage of Once-ler's wealth instead. She gave him a new outfit, and since he loved his mother he put it on without complaint.

Instantly things began to go wrong. Once-ler started caring more about money than anything else, and became so greedy for wealth that he listened to Isabella and started to chop down trees. Lorax and the animals were devastated and thought that they had lost their friend, so the animals started to leave. Lorax stayed behind hoping he could talk sense into his old friend, but it was like someone, or something, had possessed Once-ler. He no longer recognized Lorax as his best friend and instead treated him like a pest. Eventually Lorax disappeared.

Finally Once-ler's wife realized that Once-ler's new behavior somehow had to do with the outfit his mom gave him, so she started to force her husband's outfit off. She managed to get the hat and gloves off, but it wasn't until she grabbed the glasses and broke them that Once-ler finally seemed to snap out of it. However it was too late, most of the forest had been destroyed. Once-ler, horrified, ceased production and desperately looked for Lorax and the animals, wanting to apologize. However all the animals were gone and Lorax was nowhere to be found.

Devastated, he went to his wife and asked what had happened. When he found out that the glasses his mom gave him caused all this he became furious and confronted Isabella.

"How could you do this to me?" Once-ler yelled. "You destroyed the happy life I had here! This beautiful valley is now a wasteland and almost all my friends are gone!"

"I did this for you!" Isabella snapped. "I made those glasses for you so that you would see the truly important things in live: wealth and power!"

"How did you even make those glasses?" Once-ler demanded.

"With magic." Isabella smiled. "I've been studying black magic in hopes that I could use it to gain wealth and power."

A.N. She didn't explain where she got the powers from because she didn't want anyone else to destroy the source of her powers or become as powerful as her.

"Then you are not my mother, you are really an evil sorceress." Once-ler glared. "No, you're a witch!"

"How dare you call me that!" Isabella rose into the air with fury. "I only wanted what's best for you!"

"I already had what's best for me before you showed up. I will never be a monster like you!"

"Then be a different kind of monster!" Isabella hit him with a burst of dark magic.

Once-ler keeled over with pain and screamed as the magic consumed him and started to change him. His screams terrified his wife, and she ran away to the nearest town with his mule.

After the magic ended Once-ler looked in a mirror and scared himself with his appearance. Having seen his wife left, he ran to the window and called for her. It was too late, she was gone.

"You see, she never really loved you." Isabella cackled, but then lowered to the ground. "What-what's wrong with me...oh no, I'm losing power."

Once-ler turned around and looked at Isabella with murder in his eyes. Frightened, Isabella fled and was never seen again. See what she didn't know was that since she had only gotten the magic to become powerful and wealthy she wasn't allowed to use her magic for anything else. Plus she wasn't well practiced in magic, so using her magic for a powerful spell that didn't relate to gaining wealth and power drained her of her magic.

Suddenly a beam of light appeared through the window, which opened. An orange furry creature appeared and looked at Once-ler with shock.

"Mustache?" Once-ler was surprised. "Is that really you?"

"Beanpole?" Lorax couldn't believe it. "What happened to you?"

"It was Isabella, she had been controlling me with those green glasses she gave me. But earlier my wife took them off and break them. I confronted Isabella but she's become an evil sorceress, a witch. She cursed me into this form."

"Oh no..." Lorax said sympathetically. "No wonder I couldn't get near this place before, Isabella's magic was keeping me away somehow. Now, the bad news is this spell won't fade away on it's own. The good news is that there's a cure."

"There is?" Once-ler brightened.

"Yes, since family hatred created your curse then only love from a family member other than your wife can break it." Lorax explained.

Once-ler's smiled faded.

"Then I'm doomed to spend the rest of my life in this form." He fell to his knees. "I have no one. Not even my wife, she ran away."

"Don't lose heart, most likely she had just been scared by the transformation itself, not by what you had turned into." Lorax put a hand on Once-ler comfortingly. "Sometimes transformations aren't pretty, especially if they had been caused by dark magic."

"But I have no other family." Once-ler sobbed.

"Maybe someday you will." Lorax said. "But I'm afraid I can't stay to help you, another forest needs me. However, since I don't want to leave you alone, I'll give you a companion."

With that, Lorax snapped his fingers and Once-ler's old ax flew off the stand it had been resting on and landed on the ground wobbling. When it had finished wobbling it revealed to have gained eyes and a mouth.

"Wow, weird, so this is what it's like to see." The ax looked around and then looked stunned. "Hey, I can talk!" He hopped up joyfully. "I can move on my own, this is great!"

"He'll keep you company for now." Lorax smiled.

The ax then stared at Once-ler.

"Once? That can't be you can it?" He asked.

"Unfortunately, Isabella did this to me." Once-ler hung his head.

"Never did like her." The ax frowned.

Once-ler looked at Lorax with confusion.

"Oh, I gave him memories of his past life as a non-talking ax." Lorax explained. "Basically everything that happened before he gained speech and sight is known to him as sound. Kinda like how a blind person remembers the past."

"Oh."

"I have to go now. I promise I will come back once the curse is over." Lorax lifted himself into the air and soared into the sky.

"Goodbye mustache! I'll miss you..." Once-ler sobbed.

"Hey don't worry, you may look like a monster but deep down you're not one." The ax smiled. "I can tell you're still the same guy I always liked on the inside."

Once-ler looked at him gratefully, but was still unconfident that he would ever find a family member who would love him. And as the years passed, he lost what little hope he had. After all his own wife, who had loved him more than life itself, had never returned, meaning that she didn't want to see his new form. If she couldn't handle his new form, then a complete stranger, family or no, would never be able to look past his appearance. He would always remain a monster...or a beast as he decided to call himself. Ugly as he was, it was nothing compared to how ugly Isabella was on the inside.


	2. Artist, Stable Boy, and Foe

Many decades passed. One fall morning a beautiful red-haired woman left her home and walked towards a town. Her name was Audrey Sommers, and unlike the rest of the people in town she wasn't into admiring hunters or doing daily duties. Instead she loved to observe nature and paint. As she headed into town she sang to herself.

AUDREY:

Far from the town is where I love to be

Out by the flowers and the trees

However today I'm going into town for some paint

For I'm going to paint by the river later

How I wish I could live far away

Out in the country where there's nothing but nature to see

But until then I'll make do

"Hello Audrey!" A young lad's voice called out.

Audrey turned around and smiled. The young lad was her best friend Ted Wiggins, who worked in the stables every morning. At the moment he was leaning through the window.

"Hello Ted." She went over to him.

"Don't always see you in town, going to get something?" Ted asked.

"Uh-huh, I'm low on paint and there's this beautiful river I want to paint later."

"Well I'll bet that when you're done people won't be able to tell the difference between the river and your painting." Ted smiled.

"Oh Ted." Audrey giggled.

"Ted!" Ted's boss called out. "Hurry up with that wheelbarrow!"

"Oops, gotta go." Ted said regretfully.

"Oh well, maybe we'll see each other later today." Audrey started to leave. "Bye Ted."

"Bye Audrey." Ted smiled lovestruck as he grabbed the wheelbarrow.

TED:

My life here hasn't been so great

Nothing but chores and work

But one thing keeps me going

Keeps my spirits high

It's Audrey, so kind and fair

She may be beautiful and have lovely hair

But it's her eyes that won me over

For her eyes show what's in her soul

I wish I could be with her

But it will never work

She's a high-class maiden

"And you're just a stable jerk." Ted's boss cut in, laughing. "Now stop fantasizing about something impossible and get back to work!"

"Well one of us is a jerk." Ted said under his breath one his boss was out of earshot.

Audrey continued on her way, thinking about nature and art. It was her way of coping with being in the town. Because of this she didn't hear the town singing about her.

WOMEN:

Look there she goes that girl is strange no question

Dazed and distracted, can't you tell?

WOMAN:

Never part of any crowd

MAN:

Cuz her head's up on some cloud

TOWNSPEOPLE:

No denying she's a funny girl that Audrey

The town chatted, saying hello and talking about their wares and purchases.

AUDREY:

I can't wait to leave this urban life

She entered the art shop, where another of her few friends worked. He ran the store and loved art as much as she did.

"Oh hi Audrey, need more supplies?" He asked.

"Yes, I'm running low on paints and there's this beautiful river I want to paint later." Audrey nodded.

"Very well, let's see what colors would be best..."

They discussed colors, and finally Audrey made her purchase.

"I can't wait to see your painting when you're done with it." The art shop owner waved.

"You'll be among the first to see it, and thank you very much for the paints." Audrey waved back.

MEN:

Look there she goes that girl is so peculiar.

I wonder if she's feeling well

WOMEN:

With a dreamy far off look

MEN:

And a bag of paints in her hand

TOWNSPEOPLE:

What a puzzle to the rest of us, is Audrey

Audrey came upon a fountain with flowers around it. Butterflies floated amongst the flowers.

AUDREY:

Oh! Isn't this beautiful?

This is my favorite place in town

These flowers smell so lovely

And the butterflies are friendlier than most people I've known

Sure enough a couple butterflies landed on her hand. They always liked Audrey because she took better care of the flowers than most of the other people.

WOMAN:

Now it's no wonder that her name means noble

Her looks have got no parallel

MAN:

But behind that fair facade

I'm afraid she's rather odd.

Very different from the rest of us

TOWNSPEOPLE

She's nothing like the rest of us

Yes different from the rest of us is Audrey

Now in town were two people: Mr. O'Hare and his son Arsenio. Like the Sommers they two came from a wealthy family, but unlike Audrey Arsenio was a vain, cruel, and boastful man. However he also knew how to be charming, which allowed him to fool the town into thinking that he was actually a really noble guy. Only Audrey and Ted hadn't been fooled by his false charm.

"There goes Audrey son." Mr. O'Hare said. "It's too bad that she's so peculiar, but she is beautiful and also comes from a wealthy family so she might make a fine wife after all."

"Never mind her behavior, I'll make sure she improves." Arsenio smirked. "A few days with me and she'll see that there are more important things than nature and art. Like me. Soon she'll see me as a god, and we'll have children worthy of Heaven."

ARSENIO:

Right from the moment when I met her, saw her

I said she's gorgeous and I fell

Here in town, there is only she, who is as beautiful as me

So I'm making plans to woo and marry Audrey

Arsenio started making his way towards Audrey, but it was difficult to navigate through the crowd. Especially since most of the rest of the people were still concentrating on their wares and purchases.

"Pardon." Arsenio said as he tried to make his way through the crowd. "'Scuse me. Please let me through!" He was starting to lose his patience.

AUDREY:

I can't wait to leave this urban life

GASTON:

Just watch,

I'm going to make Audrey my wife!

TOWNSPEOPLE:

Look there she goes

The girl is strange but special

A most peculiar young lady

It's a pity and a sin

She doesn't quite fit in

'Cause she really is a funny girl

A beauty but a funny girl

She really is a funny girl

That Audrey!

Audrey was now suspicious that someone was singing, so she turned around. However by that point the town was done with their song. This also gave Arsenio a chance to make it through.

"Hello Audrey." He flirted.

"Hello Arsenio." Audrey said politely.

Arsenio took her bag and opened it.

"Arsenio may I have my bag back please?" Audrey frowned.

"Paints? Seriously Audrey you keep wasting your money on paints?" Arsenio frowned.

"It's not a waste of money, I love to paint." Audrey crossed her arms.

By that point Ted was on his way home with Melvin Jr. He saw what was going on and glared at the scene. No not out of jealousy, he knew Audrey didn't like Arsenio. Instead Ted was angry because he knew that Arsenio was bothering Audrey.

"Melvin Jr, time for plan 'mud puddle'." Ted whispered to Melvin Jr.

Melvin Jr nodded with a smirk in his eye.

"Audrey, you really should get your head out of nature and art and focus on more important things." Arsenio said. "Like me. Come on, how about we go back to my place? You can look at my trophies." He put his arm around her.

"I prefer looking at animals when they're alive, not dead." Audrey pulled away, grabbed her bag, and started to walk away.

"Why? Animals aren't good for anything other than food-"

Arsenio was cut off by finding himself soaring through the air until he landed in a mud puddle. Audrey laughed. Arsenio got up, furious, and glared at the cause of his flight: Ted and Melvin Jr.

"Melvin! That was not nice!" Ted pretended to scold. "I'm really sorry sir, but you should watch what you say around him. He gets offended easily."

"One more stunt like that and I'll turn that mule into a pair of leather boots." Arsenio advanced on Ted. "And you, stable boy, you should remember your place. As far as I'm concerned you're no better than a mule."

"Don't you talk to him that way!" Audrey snapped. "Ted happens to be my best friend, and is a much better man than you'll ever be. Now get out of my sight!"

Arsenio, stunned, caught off-guard, and embarrassed, left.

"Thanks Audrey." Ted blushed. "I mean for what you said."

"Well what I said is true." Audrey smiled at him. "And thank you."

"What are you talking about?" Ted shrugged humbly.

Audrey kissed him on the cheek. Ted blushed harder and he felt his heart stop for a few seconds.

"Thank you anyway." She smiled. "And thank you for being a good friend."

"Well, you're welcome for that." Ted chuckled awkwardly.

"I'd better go, I still want to paint that river." Audrey turned to leave. "I'll see you tomorrow."

"Bye." Ted waved, then sighed. "Why can't I be more than a friend?" He asked himself.

Ted and Melvin Jr headed for home. Ted brought Melvin Jr to the barn where Melvin, Melvin Jr's father, was and then headed for the house.

"Mom, Grammy, I'm home." He said as he shut the door.

"Hello Ted." His mom Sally smiled. "Well, looks like it's my turn to go to work now."

Sally worked for a seamstress in town. She and Ted took turns working so that at least one could be home with Grammy Norma, Ted's grandma. Grammy Norma could take care of herself but she did get lonely easily.

"Yup, see you at dinner mom." Ted nodded.

"If work isn't too piled up."

They hugged and Sally left. Grammy Norma showed up.

"Hi Grammy, what are we going to do today?" Ted asked.

"Well first I want to know if you've made progress with Audrey." Grammy Norma winked.

Ted blushed.

"Aw Grammy..." He protested. "I wish you wouldn't pry like that."

"So no progress." Grammy Norma shook her head. "Ted why don't you just tell her how you feel? She obviously likes you."

"Yeah but I'm worried about how her parents would take it." Ted shrugged. "I mean they're a high-class family and we're poor country folk."

"*Psh*, it's up to Audrey who she wants to be with. It's not her parents' decision." Grammy Norma frowned.

"Try telling that to her parents." Ted said dryly.

Meanwhile Arsenio and Mr. O'Hare visited Mr. and Mrs. Sommers. Audrey was still painting the river, but when she got back hours later she obviously was unhappy to see Arsenio there with her parents.

"Ah Audrey, wonderful news." Mr. Sommers smiled. "Arsenio has asked for your hand in marriage."

Audrey's face changed from a look of annoyance to one of shock.

"What?" She gasped. "You didn't accept his proposal did you?"

"Well of course we did." Mrs. Sommers was surprised to hear that Audrey wasn't happy. "The O'Hares are an old and rich family, and Arsenio is a fine young man. He'll be a wonderful husband for you."

"More like an awful husband." Audrey said angrily. "I refuse to marry that jerk."

"Why Audrey." Arsenio was hurt. "What would ever make you say that?"

"I dunno, maybe your calling my paints a waste of money?" Audrey retorted.

"Audrey!" Mrs. Sommers was shocked. "Arsenio would never say something like that."

"Well he did." Audrey glared. "You cannot make me marry him, I'd rather stay single for the rest of my life than marry him!"

"Audrey!" Mr. Sommers snapped. "I will not tolerate that attitude. You are marrying Arsenio this coming spring and that is final!"

"I won't!" Audrey was furious.

"Go to your room until you realize that we're right and you're wrong!" Mr. Sommers ordered.

Audrey ran up to her room and cried on her bed.

"Dear, I think that was a little harsh." Mrs. Sommers said to her husband.

"Well I meant just for today." Mr. Sommers muttered. "She'll be allowed back down tomorrow. We have to prepare for the wedding anyway."


	3. Bad News and Surprising News

The next day Audrey managed to make it outside without Arsenio or her parents finding out. She had to talk to Ted one last time before her father became stricter about her comings and goings.

'Ted?" She said, entering the stables.

"Oh hi Audrey-" Ted's smile faded upon seeing her unhappy look. "Oh no, has Arsenio been annoying you again?"

"Worse, my parents are forcing me to marry him this spring." Audrey sobbed a little.

Ted felt his heart break in two. Maybe even three.

"Oh..." He tried to recover enough to hide his true feelings. "I'm really sorry, there are few things worse than being forced to be with someone you don't love. Is there anything I can do?"

"I don't think so." Audrey hung her head. "I just wanted to see you one last time. My dad has become pretty strict about this and I don't think he'll be letting me out as often."

"Well, in that case stay as long as you can and we can talk-"

"Ted, quit loafing around and get back to work!" Ted's boss snapped.

"No." Ted glared. "My best friend needs me so she comes first."

"Ted, if you don't get back to work then you're fired." His boss frowned.

"No...I quit." Ted said cooly.

Audrey gasped and his boss looked shocked.

"I'd rather be poorer than continue working for a jerk like you." Ted added. "Come on Melvin Jr, Audrey, we're out of here."

All three left the stables.

"Oh Ted, I didn't want to make you lose your job." Audrey said sadly.

"Forget it, I was thinking about quitting anyway." Ted shrugged.

"Audrey!"

"Oh no..." Audrey groaned.

"What are you doing with that low-class stable boy?" Mr. Sommers showed up angrily.

"His name is Ted and he happens to be my best friend." Audrey retorted.

"Wha- Audrey you are a young lady belonging to high society you deserve to be seen with gentlemen instead of commoners."

"Ted may not be rich but he's more of a gentlemen than Arsenio is."

"That's it!" Mr. Sommers had enough. "Young lady, you are confined to the house until the wedding. Now come!"

Mr. Sommers grabbed Audrey's arm and pulled her back home. This time Audrey didn't fight, her father had grabbed her arm tightly so she knew she couldn't break free.

"Bye Ted." Audrey said sadly.

"Bye...Audrey..." Ted felt his heart break even further. "Come on Melvin Jr."

The two of them headed back home, and this time Ted didn't escort Melvin Jr back to the barn. He just let go of Melvin Jr's harness and walked inside. Sally and Grammy Norma were shocked to find him home.

"Ted!" Sally said. "What-did the stableman fire you?"

"No...I quit." Ted tried not to cry. "I couldn't take his mean attitude anymore."

"Ted what...what's wrong?" Sally was now concerned.

"Audrey...the girl I love...her parents are forcing her to marry Arsenio." Ted broke down and cried.

Sally hugged him.

"I'm so sorry Ted." Grammy Norma said sadly.

Sally escorted Ted to the couch and she and Grammy Norma let him cry. Sally also fixed a cup of tea for him. Finally he managed to stop crying long enough to talk.

"I was wondering if there was somewhere else we could live." He said. "I just couldn't be here when spring comes, being near the wedding would break my heart even further."

"Well...there is your grandfather's place." Grammy Norma suggested.

Ted had taken a sip of tea only to spit-take it. Sally dropped her mouth open.

"My father? But you never wanted to talk about him before." Sally said.

"Well...that's because he had been cursed many years ago." Grammy Norma explained. "The curse caused him so much pain that it scared me and I ran away. Later on I wanted to return, but then found out that I was pregnant with you. I didn't want you to grow up isolated from other people so I stayed here. Eventually I lost the courage to tell you about him...until now."

"Mom, I want to see my father curse or no curse." Sally said sternly, obviously a bit upset about having been kept in the dark about her dad until now.

"I'd like to meet him too." Ted agreed.

"Then it's settled." Grammy Norma said.

They packed up the wagon and hitched it to Melvin and Melvin Jr. Before they left Ted attached a piece of paper to the front door with a nail.

"I hope you last until spring." Ted sighed to himself.

Ted, Sally, and Grammy Norma headed for the far off lands, where Ted's grandfather lived. Finally they came upon an abandoned-looking estate surrounded by a wasteland.

"Here we are." Grammy Norma stopped the wagon just a few feet from the estate.

"Wait, dad is rich?" Sally was shocked.

"Was rich." Grammy Norma corrected. "He lost everything after the curse."

She then led the way to the front door, Ted and Sally following. Grammy Norma then boldly opened the door and let Sally and Ted in.

"Go away!" A voice boomed, startling Ted and Sally. "I can't see anyone!"

"Once-ler?" Grammy Norma said.

There was a silence. A figure started coming down the stairs.

"Norma?" The figure said, surprised. "Is that you?"

"Yes it's me." Grammy Norma smiled.

The figure now entered the light, causing Sally and Ted to drop their mouths open. Once-ler was covered in green fur, had fangs and claws, and also had yellow eyes.

"You're back..." Once-ler couldn't believe it. "Why did you leave, I thought you stopped loving me."

"I didn't, the transformation caused you so much pain that it scared me." Grammy Norma explained. "I would've returned sooner, but I didn't want our daughter to grow up isolated from civilization."

Once-ler was shocked.

"Daughter?" He looked at Sally. "We have a daughter?"

"That's right, this is your daughter Sally and your grandson Ted." Grammy Norma introduced.

Once-ler moved closer to them, causing to Sally to back away. Grammy Norma noticed.

"Sally honestly, he's your father." She scolded.

"It's okay, I understand." Once-ler hung his head sadly.

Ted, instead, came closer to Once-ler.

"Hi grandpa." He said. "I'm sorry about the curse."

Once-ler looked at him surprised, and then smiled.

"It's okay, I'm used to it now." He said. "Well I'm guessing you're all here to stay, am I right?"

"That's right." Grammy Norma smiled.

"Then come, I'll show you to your rooms." Once-ler headed for the stairs. "Please pardon the dust, it's hard to clean a huge place by yourself."

Once-ler showed Sally and Ted to their rooms, which were next to each other, and then Once-ler stopped.

"Fortunately my kitchen became magical and self-stocking after I was cursed into this.." He said. "Uh, I don't really expect you to have dinner with me later...but you can help yourselves if you get hungry."

Once-ler then turned and headed for his own bedroom.

"Remember dear, he's really a kind man who's been hurt." Grammy Norma said to Sally before following Once-ler.

"You're really going to stay with me?" Once-ler was surprised to see Grammy Norma following him, he expected her to stay with their daughter.

"Curse or no curse I'm still your wife. And I still love you." Grammy Norma replied.

Once-ler was touched, even touched enough to smile for the first time in years.

"I can't believe what happened to him..." Sally frowned once her parents were out of earshot.

"Come on mom, he really does seem nice." Ted replied. "And it looks like he's still hurting from the curse too."

"Well we don't even know why he was cursed. I'm not going to trust him until we find out more."

"I trust him." Ted said simply before going into his bedroom. "I'm going to take a nap now."

"All right son." Sally decided to do the same.

Ted took off his shoes and lay down on the bed. A few minutes after he closed his eyes...

"Well hello there!"

Ted bolted upright and looked down to see an ax with a mouth and eyes smiling at him.

"Didn't think anyone would pay ol' Once a visit." The ax smiled. "I'm Ax, what's your name?"

"Uh, I'm Ted...how the heck can you talk?" Ted asked.

"Oh, Once's old friend Lorax, speaker for the trees, made me alive to keep Once company." Ax explained. "Unfortunately he didn't have enough magic to remove the curse, poor guy..."

"Lorax?" Ted frowned slightly. "I remember reading something about him...where is he now?"

"Not sure, all I know is that another forest needed him." Ax shrugged. "He does care about Once a lot, but trees come first. So, what brings you here?"

"Grammy Norma brought me and my mom here." Ted explained.

Ax looked surprised.

"Norma? As in Once's wife...wait, that means that you're his grandson." Ax realized.

"Yeah." Ted nodded.

Ax grinned.

"Well, glad to meet a friendly relative of Once." He said. "I hope your mom is nice too."

"She is, though she's put off by grandpa's appearance."

"Not surprised."

Ted and Ax continued talking. Sally woke up later and overheard them, so decided to see who Ted was talking to. She was caught off-guard by Ax, but actually warmed up to him once she got over the shock. Ted, Sally, and Ax became friends.

Later that evening, only Grammy Norma, Ted, and Ax had dinner with Once-ler. Sally had dinner in the kitchen. Grammy Norma met Ax at this point and the two became fast friends.


	4. Family Bonding

A few days passed. Once-ler and Grammy Norma pretty much acted the way they did before Isabella interfered, though Once-ler felt awkward about it. Norma reassured him that his appearance meant nothing to her and it was his heart she loved, but it didn't help much.

Sally still hadn't warmed up to her father. She found it hard to treat him like a human being when he didn't look like one. Oh she didn't really treat him like a beast, but she was very wary and cautious around him and avoided him when she could. Once-ler wasn't hurt by this at all, since it was better than how Isabella used to treat him, but it still made him sad. Grammy Norma was obviously mad at Sally, but couldn't convince her to give her father a chance.

Ted on the other hand warmed up to his grandpa quickly. Once-ler revealed to Ted that he could play guitar and ended up playing now and then for Ted, which Ted quickly started to enjoy. Once-ler had also been reunited with Melvin, who still treated him like his master, and was happy to see that Melvin was a father too. Melvin Jr was a bit scared at first, but Once-ler's gentle manner and Melvin's persuasions convinced Melvin Jr to give Once-ler a try. When he did he became a new friend to Once-ler. This also allowed Once-ler and Ted to bond further, since Melvin Jr was Ted's best animal friend like Melvin was Once-ler's best animal friend.

Something was bugging Once-ler though, and a little over a week after his family returned he decided to ask Grammy Norma about it.

"Norma, I've been wondering for a long time now...what made you come back?" Once-ler said as he and Grammy Norma were in their bedroom.

"Ted." Grammy Norma said simply. "He wanted to leave our old home and move away. You'll have to ask him why, I can tell that it's still hurting him and another good cry would do him some good."

Once-ler, concerned for his grandson, nodded and went to look for him. He found Ted taking care of Melvin and Melvin Jr in the stables near the estate.

"Hello Ted." Once-ler said.

"Oh hi Grampy." Ted smiled. "What brings you here?"

"Norma told me that you're the reason why she returned, and that something's been hurting you." Once-ler explained. "Do you want to tell me what it is?"

Ted's smile faded and he started to shed tears.

"It's because the woman I love more than life itself is being forced to marry jerk just because of money." Ted started to sob, and then started crying.

Sympathetic, Once-ler went closer and comfortingly wrapped an arm around Ted.

"My curse is because of money." He admitted.

Ted stopped crying and looked at him with shock.

"What?" He said.

Once-ler explained the whole story.

"I can't believe your own mom would do this to you." Ted frowned, disgusted.

"Well since I refused to become a business monster she turned me into a literal one." Once-ler shrugged.

"I don't think you're a monster." Ted admitted.

Once-ler, surprised and touched, hugged Ted. Ted hugged him back. After that, they became even closer.

Later Ted told Sally Once-ler's backstory. Sally now felt bad for having shunned her own father before, but was still uncomfortable around him. Even so she decided to give him a chance, and started talking to him more often. She didn't exactly become closer to him, but she did start to treat him more like a human being. She also admired her mother for never losing her love for her father.

Weeks later Ted had learned somewhat how to play the guitar, thanks to Once-ler teaching him, so Norma had Ted play so that she and Once-ler could dance.

"I dunno...I haven't danced in years." Once-ler said awkwardly.

"We don't have to dance perfectly, I just want to enjoy being in your arms again." Grammy Norma smiled.

Once-ler smiled back, and they started dancing. Sure enough it was clumsy at first, but Once-ler soon found his rhythm and they were dancing almost the way they used to before the curse. Sally, out of admiration, sang to herself:

Tale as old as time

True as fair weather

Was separated

But they are fated

To be together

Just a little change

Small to say the least

One a little scared

Neither one prepared

Beauty and the beast

Ever just the same

Ever a surprise

Ever as before

Ever just as sure

As the sun will rise

Tale as old as time

Tune as old as song

Bittersweet and strange

Finding you can change

Learning you were wrong

Certain as the sun

Rising in the east

Tale as old as time

Song as old as rhyme

Beauty and the beast

Tale as old as time

Song as old as rhyme

Beauty and the beast

After that, Sally warmed up a lot more to her father.


	5. A Head Finally Hears Its Heart

Time passed and winter came. Audrey was growing more and more miserable. She wasn't allowed to visit the village without an escort now. Even so whenever she did enter the village she looked around for a sign of Ted, hoping he had found a job somewhere else. But no sign of him. Not seeing him in months caused her to realize how much she really did like Ted...maybe even more than liked. She sung to herself one day in her room about it:

He was very sweet, and really kind

He wasn't rich but he was still so refined

Though now he's not here...I'm not sure

But there is something there that wasn't there before

My life is now very blah

Without Ted I have no reason to smile or ha

They way I feel I can't ignore

There is certainly something new that wasn't there before

New and a bit alarming

Who'd have ever thought that this could be?

My best friend, now my Prince Charming

For the true heart in him I have finally seen

"Ted...I love you." Audrey realized. "I need to see you again."

Now more desperate than ever, Audrey sneaked out that very night. She headed for Ted's house, only to find an old note on the door. She read it and felt horrible: Ted had admitted his love for her in the note and explained why he left. He also left instructions on how to get to his grandpa's estate (thanks to Grammy Norma), so Audrey followed those instructions all the way to the estate.

Since she was on foot it took a very long time, but she kept going. It was the next evening when she finally reached the estate. Exhausted, she knocked on the door and collapsed.

Once-ler went downstairs to open the door, wondering who his visitor could be.

"If Sally hadn't lost her husband in a hunting accident years ago I would guess that it's him at the door." Once-ler remarked.

Imagine his surprise when he opened the door: there was a beautiful red-haired girl unconscious at his doorstep. Once-ler quickly and gently picked her up and took her inside.

"Hm...?" Audrey said weakly.

"Don't worry, I won't hurt you." Once-ler said. "I'd better bring you to the fireplace so that you can warm up."

"You must be Ted's grandfather." Audrey realized despite her condition.

"That's right...are you Audrey?" Once-ler asked.

"Yes..."

"Rest on this chair then, I'll go get him." Once-ler gently helped her sit on a chair in front of the fireplace.

"Thank you..."

Once-ler rushed to Ted's bedroom and knocked on the door.

"Grampy? What is it?" Ted asked after opening the door.

"There's a red-haired woman named Audrey downstairs." Once-ler explained.

Ted dropped his mouth open and even paled a bit. He then rushed downstairs to see if it was true. When he saw Audrey in the living room near the fireplace he still wasn't sure if it was true.

"Audrey?" He said.

Audrey, having regained enough strength to open her eyes, opened them and saw Ted.

"Ted!" Audrey gasped happily.

She instantly forgot how tired and cold she was and rushed over to hug Ted tightly. Ted froze at first, confused by many things, but then hugged her back.

"I can't believe you're here...I mean I did leave you instructions on my note but still..." Ted didn't know whether to cheer or cry.

"I snuck out, last night." Audrey explained. "I had to see you Ted because...I love you."

Ted's heart suddenly healed and started to beat faster. He beamed, overjoyed.

"I love you too...which you already know thanks to my note but I've been waiting to say that to you for years." Ted smiled.

"How come you never said anything before?" Audrey asked.

"Insecure, I guess, and also scared that you'd reject me."

"You have nothing to be insecure about, you're the best guy I've ever known and will ever know." Audrey smiled. "And I'll never reject you."

Ted and Audrey then kissed.

By that point Sally and Grammy Norma had arrived, having overheard Once-ler talking to Ted. Obviously they were overjoyed for their son/grandson. Once-ler was there too, but in the background.

"Audrey," Ted said once he and Audrey ended the kiss. "I know you've already met my mom and grandma, but now I'd like you to officially meet my grandfather Once-ler."

Audrey now clearly saw Once-ler for the first time. She gasped and put a hand to her mouth.

"What happened to you?" She asked.

Once-ler explained his backstory.

"Oh." Audrey looked at him sympathetically. "I'm very sorry to hear that. Still, I'm glad you're a very kind man, and thank you for letting me in."

Once-ler smiled.

"No problem, I'm just glad that Ted is with the one he loves." He said. "And feel free to stay for as long as you want."

"I'll stay here as long as Ted stays." Audrey smiled.

"Then that'll be forever." Ted smiled back.

"Sounds perfect."


	6. Family Mob and Family Love

A few days later, Mr. and Mrs. Sommers went to see the O'Hares.

"Well hello, what brings you two here?" Mr. O'Hare asked after he opened the door.

"We can't find Audrey anywhere, have you seen her?" Mrs. Sommers asked.

"No, can't say that I have, but I think I know where to find her." Mr. O'Hare frowned. "Leave it to me and Arsenio, we'll bring her back."

"Okay. And thank you." Mr. Sommers nodded before he and his wife left.

Arsenio then showed up.

"I overheard, sounds like Audrey ran off." Arsenio frowned.

"To be with the stable boy no doubt." O'Hare nodded.

So, they went to the stables.

"Well hello Mr. O'Hare, Arsenio, what can I do for you?" The stableman asked.

"We're here to see one of your workers...I forgot his name but he often walks around with a mule." O'Hare said.

"Oh you must mean Ted Wiggins. Sorry but he hasn't been here in months, in fact he quit last fall." The stableman shrugged. "I haven't seen him around town for a long time either, but I do know where he and his family live."

After getting directions to the Wiggins' old place Arsenio and O'Hare went over there...only to find that the place had been abandoned for a long time. Unfortunately, the note Ted had written to Audrey was surprisingly still on the door. Or maybe it wasn't so surprising, the front door had a porch and canopy built around it to specifically keep away strong winds and rain. Meaning anything left on the porch was well protected from the elements, except for maybe the fiercest of weathers. And there hadn't been a big storm or anything in months.

Anyway, after reading the note O'Hare and Arsenio, furious, headed for Once-ler's estate. However unlike Audrey they had the foresight to hire a couple horses, meaning it didn't take them as long to reach the estate.

Once they arrived they barged in...just as Ted and Audrey were about to leave to play in the snow. Obviously Ted and Audrey were practically horrified upon seeing O'Hare and Arsenio there.

"Run for it!" Ted pulled Audrey in the opposite direction.

It was too late, Arsenio was faster and grabbed them both. O'Hare then took over holding onto Ted. O'Hare and Arsenio had also brought some rope, so they tied up Ted and Audrey.

"Let us go!" Audrey demanded.

"No way, you're going to be my wife and no stinking stable boy is getting in the way this time." Arsenio glared.

"You do know I quit the stables right?" Ted said dryly.

"That's beside the point!"

"Ted!"

Startled, O'Hare and Arsenio looked up and saw Sally and Grammy Norma. It had been Sally who cried out Ted's name.

"Either of you follow and I'll make Ted fall off my horse and break his neck." O'Hare threatened.

Unfortunately, Once-ler had shown up too, wondering what all the commotion was about. This meant that Arsenio and O'Hare saw him, though they didn't reveal that they did. Instead the two jerks forced Ted and Audrey outside and onto their horses. They then galloped off. Sally, Once-ler, and Grammy Norma headed for the window and watched them leave.

"Mom, dad, I'm sorry but I have to leave." Sally said once O'Hare and his son were out of sight. "I have to make sure Ted will be okay."

"Of course." Once-ler understood.

Sally headed for the stables and got onto Melvin. Melvin, who knew of the situation, galloped for town. Melvin Jr followed them, afraid for Ted and Audrey.

Meanwhile, once O'Hare and Arsenio reached town they headed for the Sommers' estate. Obviously Mr. and Mrs. Sommers were furious when they saw Ted along with Audrey.

"I've had enough of you!" Mr. Sommers took over holding onto Ted and tossed him into the basement. "You stay there until the sheriff arrives, I'll see you get hung for taking my daughter away."

"He didn't take me away I ran away to find him!" Audrey snapped.

Her parents looked at her with shock.

"I love him!" Audrey admitted. "I always will. And I'll always hate you Arsenio!"

"That's enough!" Even Mrs. Sommers was mad now. "You're going to stay in your room from now on until the wedding!"

Mrs. Sommers then took Audrey to her bedroom, untied her, and then locked her in. Mr. Sommers had gone out to hammer boards over Audrey's window.

"Where were they?" Mrs. Sommers asked once she made it back downstairs.

"In an estate where this monster lives." O'Hare explained. "Either the monster kidnapped them both or it's a friend of Ted's and helped him bewitch Audrey."

"Then that monster must be destroyed!" Mr. Sommers declared, still furious.

Ted, due to the basement being nearby, overheard.

"Grampy!" He gasped.

"Let's go." Arsenio said. "We'll get our weapons while you get yours Mr. Sommers. Then we'll kill the monster."

"Right. Dear you'd better stay here." Mr. Sommers said to his wife.

"No I'm coming, I'll make that monster pay for keeping Audrey from us." Mrs. Sommers said angrily.

They left, slamming the door behind them.

Ted, unable to move and without a plan, cried. Not for himself mind you, for his grandpa.

Audrey on the other hand wasn't going to give up so easily.

"There has to be a way to escape." She said bitterly.

Fortunately, Sally made it to town without the O'Hares or Sommers noticing. Finding an ax near the Sommers' estate, she heard Ted crying in the basement and broke through the outside door. This stopped Ted's tears.

"Mom!" He said happily upon seeing his mom standing in front of the broken door.

"Ted thank goodness." Sally went over and hugged him. "I thought they were going to hurt you right away."

"No, they left to...to kill Grampy." Ted sobbed.

Sally was shocked.

"Well we can't let that happen." She untied him. "Where's Audrey?"

"Locked in her room most likely."

"Then come on."

Sally led the way upstairs, Ted not to far behind.

"Audrey?" Sally said.

"Mrs. Wiggins!" Audrey's voice gasped from behind one door. "I'm in here!"

"Stand back!" Sally rushed over to the door and chopped it open.

Audrey burst out and hugged Sally out of gratitude. She then turned and hugged Ted.

"Come on, we have to stop them." Sally frowned determinedly.

Ted explained the situation to Audrey as they headed downstairs. Sally then mounted Melvin while Ted and Audrey mounted Melvin Jr, and they headed for Once-ler's estate.

However when they arrived they were a bit too late. Mr and Mrs. Sommers had been knocked out by Ax, who made a couple vases fall on them, but O'Hare and Arsenio were still fighting. After checking to make sure that her parents were still alive, Audrey followed Sally and Ted upstairs where the rest of the battle was taking place. Ax followed as well.

Fortunately, Grammy Norma had gained the upper-hand on O'Hare and had knocked him out. Furthermore, it had been revealed that she had destroyed Arsenio's gun. Once-ler wasn't out of danger though, for Arsenio still had a sword. Sally, Ted, Audrey, Ax, and Grammy Norma headed for the balcony overlooking the roof where Once-ler and Arsenio were fighting. Once-ler was using a broken pieces of wood to defend himself. Ted suddenly ran away, but soon came back with a sword.

"Grampy!" Ted called.

Startled, Once-ler turned around and beamed.

"Ted!" He said happily.

Unfortunately, this gave Arsenio a chance to knock Once-ler down. By this point Mr. and Mrs. Sommers had recovered and had joined everyone else on the balcony.

Arsenio then raised his sword.

"You'll make a fine trophy you monster!" Arsenio gloated.

Ted suddenly rushed forward and blocked Arsenio's sword with his own.

"My grandpa's not a monster Arsenio, you are!" Ted snapped.

"Grandpa?" Mrs. Sommers was surprised.

This also revealed her and Mr. Sommer's presence to everyone else. Audrey explained what caused Once-ler to look like a monster. The story shocked her parents obviously, and they didn't know what to make of this new information.

Ted and Arsenio, meanwhile, sword fought. Finally Ted was able to knock Arsenio's sword out of his hand.

"Get out!" Ted snapped. "Get out and never threaten my family or the woman I love again!"

Arsenio, caught off-guard from being defeated, automatically nodded.

Ted and Once-ler then rejoined their family, but as Once-ler started to climb over the balcony railing O'Hare appeared out of nowhere with a club! He raised the club towards Once-ler, but Audrey punched O'Hare away. This caused O'Hare to lose his balance and fall off the roof much to Audrey's shock.

"I-I didn't mean to..." She paled a bit.

"Audrey it's okay, you were just saving my grandpa's life." Ted comforted her. "I know you'd never kill anyone on purpose, and you'd only harm another person if it was necessary."

Once-ler had fully climbed over the railing and he and Norma hugged.

"I'm so glad you're okay dad." Sally smiled.

Unexpectedly, Once-ler gave a loud cry of pain! Arsenio had stabbed him! However, Arsenio lost his footing and also fell off the roof.

Norma gently helped Once-ler down so that he could rest. She, Sally, Audrey, and Ted started to cry.

"Audrey." Mr. Sommers said. "We're sorry. We were wrong."

"We saw Ted's bravery, not to mention his devotion to his family and you." Mrs. Sommers added.

Audrey, relieved and grateful, hugged her parents. Ted and Norma however were still crying.

"Dad...are you...?" Sally couldn't believe it.

"I'm dying." Once-ler confirmed weakly. "But it's better this way. I already caused so much destruction."

"No you didn't!" Ted sobbed sternly. "Destroying the forest was never your fault, it was your mom's fault for loving wealth and power more than anything else. It was her fault for not seeing what was really important: love and family."

Mr. and Mrs. Sommers were ashamed.

"Audrey, you and Ted can be together." Mrs. Sommers said.

"Really?" Audrey beamed.

Mr. Sommers nodded, smiling.

Once-ler slowly closed his eyes.

"Once?" Grammy Norma said.

No answer, he just closed his eyes and lay still.

"Dad!" Sally said sadly.

Too late, Once-ler was dead. Ted sobbed onto Once-ler.

"I love you Grampy." He said.

Suddenly, a magical glow hit Once-ler. Ted, Grammy Norma, and Sally backed away as Once-ler slowly rose into the air and started to glow. Grammy Norma suddenly started glowing too, and her glow became taller. When both glows stopped, Once-ler the beast was replace with Once-ler the human. A young human no less. And even more: Grammy Norma was young too.

"I-I'm human again." Once-ler couldn't believe it. "Ted you...you broke the curse."

Ted froze for a moment, but after looking into Once-ler's eyes and recognizing them despite the different look he ran forward and hugged Once-ler.

Suddenly, a beam of light appeared from the sky and landed on the balcony. An orange furry creature holding a bag gently floated down.

"Mustache!" Once-ler laughed joyfully. "Everyone this is Lorax, I nicknamed him Mustache."

"So you're Lorax." Ted remembered him from Once-ler's backstory. "But what's with the bag?"

"Truffula seeds." Lorax said. "This is part of the reason why I left, I was collecting seeds from another forest. Now you can restore the forest Beanpole, you and your family. Your real family."

"But what about Ax?" Once-ler asked, realizing that Ax might become a regular ax again.

"Yeah, I don't want to become immobile again." Ax frowned.

"So you won't, you and Once-ler are too close for you to be turned back anyway." Lorax chuckled.

Once-ler and Ax smiled, relieved.

Not too much time passed. When spring came there was a wedding, though it was Audrey marrying Ted instead of Arsenio (obviously, for one thing it's hard to marry a corpse). Oh that reminds me...Lorax made O'Hare and Arsenio's bodies disappear by using his magic to bury them, 'so that they can actually do some good by fertilizing the new Truffulas' as Lorax put it.

Ted and Audrey didn't leave for their honeymoon though, instead they spent it at Once-ler's estate planting new Truffulas with Once-ler, Norma, and Sally.

Once-ler, Norma, and Sally, along with Melvin, stayed at the estate taking care of the forest. Sally wanted to further catch up with her dad, plus didn't want to live alone. Ax lived there too of course, only this time he didn't live up to his name. He never cut down anything again, instead he used his blade to dig new planting holes in the ground.

Ted and Audrey however moved into a country cottage between Once-ler's estate and the town, with Melvin Jr living in a small but roomy stable in the back.

Both families lived Happily Ever After.


End file.
